UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 6, 2013
| FIRST COMMUNITY BANCSHARES, INC. | ||
| (Exact name of registrant as specified in its charter) | ||
| Nevada | 000-19297 | 55-0694814 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
|
P.O. Box 989 Bluefield, Virginia |
24605-0989 | |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code: (276) 326-9000 |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On August 6, 2013, the Board of Directors of First Community Bancshares, Inc. (the “Company”) appointed Samuel L. Elmore as director, effective August 6, 2013. Mr. Elmore has been a director of the Company’s wholly owned subsidiary, First Community Bank (the “Bank”), since 2010. The Board will determine Mr. Elmore’s committee appointments during the course of 2013.
There are no arrangements or understandings between Mr. Elmore and any other persons pursuant to which Mr. Elmore was appointed to the Board of Directors.
Other than his appointment as a director of the Company, there have been no transactions, nor are there any currently proposed transactions, in which the Company has or is to be a participant and the amount involved exceeds $120,000 and in which Mr. Elmore had or will have a direct or indirect material interest.
| Item 8.01 | Other Events. |
On August 6, 2013, First Community Bancshares, Inc. announced by press release its quarterly cash dividend to common stockholders of $0.12 per common share, payable on or about August 30, 2013, to shareholders of record on August 16, 2013. A copy of the press release is attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits |
(d) The following exhibit is included with this report:
| Exhibit No. | Exhibit Description | |
| 99.1 | Dividend press release dated August 6, 2013 | |
| 99.2 | Press release dated August 9, 2013 |
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements. These forward-looking statements are based on current expectations that involve risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results may differ materially. These risks include: changes in business or other market conditions; the timely development, production and acceptance of new products and services; the challenge of managing asset/liability levels; the management of credit risk and interest rate risk; the difficulty of keeping expense growth at modest levels while increasing revenues; and other risks detailed from time to time in the Company’s Securities and Exchange Commission reports, including but not limited to the Annual Report on Form 10-K for the most recent year ended. Pursuant to the Private Securities Litigation Reform Act of 1995, the Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FIRST COMMUNITY BANCSHARES, INC. | ||||
| Date: | August 9, 2013 | By: | /s/ David D. Brown | |
| David D. Brown | ||||
| Chief Financial Officer | ||||